Call Notice for Extraordinary General Meeting


The shareholders of JSL S.A. (“Company”) are hereby invited to the Extraordinary Shareholders’ Meeting to be held on December 8, 2011, at the Company’s headquarters located at Avenida Angélica, 2346, 16º andar, parte B do escritório 161, Edifício New England, Consolação, CEP 01228-200, in the city and state of São Paulo, to resolve on the following agenda:

(i) To adapt the Company’s Bylaws to the new provisions in the Novo Mercado rules adopted by BM&FBOVESPA S.A. – Securities, Commodities and Futures Exchange, and to remove the requirement that members of the Board of Directors must be shareholders of the Company and allow the Board of Directors to resolve, within the authorized limit, on the issue of debentures convertible into shares, through:

(a) amendment of Articles 1, 5, 14, 16, 21, 28, 35, 37, 38, 39, 40, 41, 43 and 44, and 48.

(b) the inclusion of a new Article 44.

(ii) To approve the new wording of the Bylaws; and

(iii) To approve the acquisition of Rodoviário Schio Ltda., pursuant to the Private Agreement for the Purchase of Corporate Interest and Other Covenants, signed on November 21, 2011, between the Company and the partners of Rodoviário Schio Ltda.

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